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Step 1
Get used to the narrative being told in reverse chronological order. This might take a while because it presents a new way of receiving information. Think about how this mimics the fact that Leonard has anterograde amnesia and can only retain new information for five minutes (the scenes are five minutes long).
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Step 2
Take good notes while you’re watching or re-watching. There are several reasons for this: the story’s unusual narrative structure (backwards chronologically), the differing motivations of the characters and how the characters use Leonard to get him to respond to what they want.
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Step 3
Pay close attention to the information given from scene to scene. Since you’re given the story in reverse chronological order, you will need to figure out how plot points influence the ones that come before them.
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Step 4
See what role the phone conversation plays in the overall story. Think about why it’s in chronological order, why it’s shot in black and white and how it provides character development for two of the characters. This last item will become more clear once you get to the end of the film.
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Step 5
Watch the flashback scenes closely. These are windows into the memories Leonard does retain. Look for visual cues that might suggest that these memories are not accurate.
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Step 6
Watch the film in chronological order if you have the chance. You will need the limited edition DVD. Seeing the story in chronological order, in which the ending is the beginning, can help you better understand what’s happening and why. You will need an easter egg for the DVD (see Resources below).
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Step 1
Decide who is telling the truth and who is lying, and to what degree. Leonard, Teddy and Natalie are all self-serving and manipulative. Understanding their lies and half truths will give you a better grasp of their motivations.
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Step 2
Figure out the motivations of main characters Leonard, Teddy and Natalie. Even though the story is moving backwards chronologically, understanding how the characters are using each other will give you a better understanding of what’s happening in the story.
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Step 3
Think about what the film reveals about memory and perception. So much of what happens in the film is because Leonard has no short-term memory, and Leonard speaks about problematic memories in his phone conversation.
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Step 4
Another strong theme in the film is revenge and how far people will go to it. Answer who successfully gets revenge in the film and if Leonard can ever truly have revenge.
